Boxlight Corp Files 8-K on Material Agreements

TL;DR

Boxlight filed an 8-K on Oct 3rd for Oct 1st events - material agreements & security holder changes.

AI Summary

Boxlight Corporation filed an 8-K on October 3, 2025, reporting on events that occurred on October 1, 2025. The filing indicates an entry into a material definitive agreement and modifications to the rights of security holders. It also includes financial statements and exhibits.

Why It Matters

This 8-K filing signals significant corporate actions by Boxlight Corporation, potentially impacting its agreements and security holder rights.

Risk Assessment

Risk Level: medium — Material definitive agreements and modifications to security holder rights can introduce new risks or alter existing ones for the company and its investors.

Key Numbers

• 001-37564 — SEC File Number (Identifies the specific filing for Boxlight Corp.)
• 20251001 — Report Date (Date of the earliest event reported in the filing.)

Key Players & Entities

• Boxlight Corporation (company) — Registrant
• October 1, 2025 (date) — Earliest event reported
• October 3, 2025 (date) — Filing date
• Nevada (jurisdiction) — State of incorporation
• 001-37564 (identifier) — SEC File Number

FAQ

Key Financial Figures

• $0.0001 — which registered Class A Common Stock $0.0001 per share BOXL The Nasdaq Stock Mar
• $10.00 — tock at a redemption price per share of $10.00 until all such shares are redeemed and

Filing Documents

• tm2527894d1_8k.htm (8-K) — 29KB
• tm2527894d1_ex3-1.htm (EX-3.1) — 10KB
• tm2527894d1_ex10-1.htm (EX-10.1) — 53KB
• tm2527894d1_ex3-1img001.jpg (GRAPHIC) — 3880KB
• 0001104659-25-096635.txt ( ) — 5607KB
• boxl-20251001.xsd (EX-101.SCH) — 3KB
• boxl-20251001_lab.xml (EX-101.LAB) — 33KB
• boxl-20251001_pre.xml (EX-101.PRE) — 22KB
• tm2527894d1_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Effective October 1, 2025, Boxlight Corporation, a Nevada corporation (the " Company "), entered into an agreement (the " Agreement ") with all of the holders of its Series B Preferred Stock, par value $0.0001 per share (" Series B Stock "), and of its Series C Preferred Stock, par value $0.0001 per share (" Series C Stock "). Pursuant to the Agreement, the holders converted all outstanding shares of Series C Stock—constituting a total of 1,320,850 shares—into a total of 198,920 shares of Class A Common Stock, par value $0.0001 per share (" Common Stock "). In addition, the holders agreed with the Company to amend the terms of the Series B Stock. Specifically, the right of the holders to convert their Series B Stock into Common Stock at their option, and a provision that provided for automatic conversion if the price of the Common Stock on the Nasdaq Capital Market reached a certain level, were eliminated. The right of the holders to cause the Company to redeem their Series B Stock at their option was also eliminated. The dividend provisions of the Series B Stock were amended to provide that the current 8% per annum dividend, currently accruing on a non-compounding cumulative basis, would begin accruing at 9% per annum on October 2, 2027, 10% on October 2, 2028, 11% on October 2, 2029 and 12% on October 2, 2030 and thereafter. The cumulative dividends are payable only when and if declared, or in the event of a liquidation of the Company. No dividends can be declared or paid on junior classes of capital stock, including the Common Stock, unless unpaid cumulative dividends on the Series B Stock are first paid. Although the dividends are payable only when and if declared or upon a liquidation, dividends that do become payable but remain unpaid will accrue interest at a fixed rate of 12% until such dividend and interest shall be paid in full. In the Agreement, the Company agreed to apply up to 20% of the net pr

03 Material Modification to Rights of Security Holders

Item 3.03 Material Modification to Rights of Security Holders. On October 2, 2025, the Company filed with the Nevada Secretary of State an Amendment to the Certificate of Designation of its Series B Preferred Stock to implement the amendments described in the third and fourth paragraphs of Item 1.01 above, which paragraphs are incorporated by reference herein in response to this item. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Amendment to the Certificate of Designation of the Series B Preferred Stock, which is filed as Exhibit 3.1 to this Current Report on Form 8-K.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 3.1 Amendment to Certificate of Designation of Series B Preferred Stock effective October 2, 2025 10.1 Agreement with Series B and Series C Preferred Stockholders effective October 1, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: October 3, 2025 BOXLIGHT CORPORATION By: /s/ Brian Lane Name: Brian Lane Title: Interim Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR